Investors’ Rights Agreement Sample Contracts

DATED AS OF
Investors' Rights Agreement • July 6th, 2007 • Constant Contact, Inc. • Delaware
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CERTAIN IDENTIFIED INFORMATION HAS BEEN EXCLUDED (INDICATED BY: [***]) FROM THE EXHIBIT BECAUSE IT IS BOTH (I) NOT MATERIAL AND (II) THE TYPE OF INFORMATION THAT THE REGISTRANT CUSTOMARILY AND ACTUALLY TREATS AS PRIVATE OR CONFIDENTIAL. AMENDED AND...
Investors’ Rights Agreement • April 25th, 2024 • PureTech Health PLC • Pharmaceutical preparations • Delaware

THIS AMENDED AND RESTATED INVESTORS’ RIGHTS AGREEMENT (this “Agreement”), is made as of the 25th day of May, 2022, by and among Sonde Health, Inc., a Delaware corporation (the “Company”), and each of the investors listed on Schedule A hereto, each of which is referred to in this Agreement as an “Investor”, and any purchaser that becomes a party to this Agreement in accordance with Section 6.9 hereof.

AMYLYX PHARMACEUTICALS, INC. SECOND AMENDED AND RESTATED INVESTORS’ RIGHTS AGREEMENT July 1, 2021
Investors’ Rights Agreement • October 20th, 2021 • Amylyx Pharmaceuticals, Inc. • Pharmaceutical preparations • Delaware

THIS SECOND AMENDED AND RESTATED INVESTORS’ RIGHTS AGREEMENT (this “Agreement”), is made as of the 1st day of July, 2021 (the “Effective Date”) by and among AMYLYX PHARMACEUTICALS, INC., a Delaware corporation (the “Company”), each of the investors listed on Schedule A hereto, each of which is referred to in this Agreement as an “Investor” and any additional investor that becomes a party to this Agreement in accordance with Section 6.9 hereof.

FOURTH AMENDED AND RESTATED INVESTORS’ RIGHTS AGREEMENT
Investors’ Rights Agreement • October 22nd, 2021 • Braze, Inc. • Services-prepackaged software • Delaware

THIS FOURTH AMENDED AND RESTATED INVESTORS’ RIGHTS AGREEMENT is made as of the 24th day of September, 2018, by and among Braze, Inc., a Delaware corporation (the “Company”), each of the investors listed on Schedule A hereto and any person that becomes a party to this Agreement in accordance with Section 6.9 hereof), each of which is referred to in this Agreement as an “Investor.”

RECITALS
Investors' Rights Agreement • October 17th, 2007 • China Nepstar Chain Drugstore Ltd. • New York
INVESTORS’ RIGHTS AGREEMENT
Investors’ Rights Agreement • January 14th, 2022 • Good Earth Organics, Inc. • Agricultural production-crops • Delaware

THIS INVESTORS’ RIGHTS AGREEMENT (this “Agreement”), is made as of January 7, 2022, by and among The Good Earth Organics, Inc., a Delaware corporation (the “Company”), and each of the investors listed on Schedule A hereto, each of which is referred to in this Agreement as an “Investor”.

OPTI-HARVEST, INC. INVESTORS’ RIGHTS AGREEMENT
Investors’ Rights Agreement • December 29th, 2023 • Opti-Harvest, Inc. • Farm machinery & equipment • Delaware

This Investors’ Rights Agreement (this “Agreement”) is made as of April ___, 2023, by and among Opti-Harvest, Inc., a Delaware corporation (the “Company”), and the persons and entities (each, an “Investor” and collectively, the “Investors”) listed on Exhibit A hereto. Unless otherwise defined herein, capitalized terms used in this Agreement have the meanings ascribed to them in Section 1.

AMENDED AND RESTATED INVESTORS’ RIGHTS AGREEMENT
Investors’ Rights Agreement • February 14th, 2022 • Dynamics Special Purpose Corp. • Blank checks • Delaware

THIS AMENDED AND RESTATED INVESTORS’ RIGHTS AGREEMENT (this “Agreement”), is made as of the 22nd day of October, 2020, by and among Senti Biosciences, Inc., a Delaware corporation (the “Company”) and each of the investors listed on Schedule A hereto, each of which is referred to in this Agreement as an “Investor”.

THERACELL, INC. INVESTORS’ RIGHTS AGREEMENT
Investors’ Rights Agreement • June 2nd, 2022 • California

by and among Theracell, Inc., a Delaware corporation (the “Company”) and each of the persons and entities holding outstanding securities of the Company and executing a counterpart signature page to this Agreement (each, an “Investor” and collectively, the “Investors”). Unless otherwise defined herein, capitalized terms used in this Agreement have the meanings ascribed to them in Section 4.

SEQUOIA VACCINES, INC. 2021 INVESTORS’ RIGHTS AGREEMENT
Investors’ Rights Agreement • November 6th, 2023 • Sequoia Vaccines, Inc. • Biological products, (no disgnostic substances) • Missouri

THIS 2021 INVESTORS’ RIGHTS AGREEMENT (“Agreement”) is made as of ____April 30__, 2021 by and among Sequoia Vaccines, Inc., a Delaware corporation (the “Company”), each of the investors listed on Schedule A (each of which is referred to in this Agreement as an “Investor”), and any additional investor that becomes a party to this Agreement in accordance with Section 6.9 hereof. This Agreement supersedes and replaces in its entirety that 2020 Amended and Restated Investors’ Rights Agreement dated April 6, 2020 by and among the Company and the other parties thereto.

RECITALS
Investors' Rights Agreement • May 23rd, 2002 • Ashton Technology Group Inc • Services-computer programming services • New York
RECITALS
Investors' Rights Agreement • September 16th, 2003 • Cancervax Corp • Biological products, (no disgnostic substances) • California
SAMSARA NETWORKS INC. SEVENTH AMENDED AND RESTATED INVESTORS’ RIGHTS AGREEMENT
Investors’ Rights Agreement • November 19th, 2021 • Samsara Inc. • Services-computer integrated systems design • California

This Seventh Amended and Restated Investors’ Rights Agreement (this “Agreement”) is made and entered into as of January 13, 2021 by and among Samsara Networks Inc., a Delaware corporation (the “Company”), and each of the investors listed on Schedule A hereto, each of which is referred to in this Agreement as an “Investor,” any Additional Purchaser (as defined in that certain Extension Series F Preferred Stock Purchase Agreement, dated as of May 15, 2020, by and among the Company and certain of the Investors (the “Purchase Agreement”)) that becomes a party to this Agreement in accordance with Section 7.14 hereof and any holder of a Lender Warrant that becomes a party to this Agreement in accordance with Section 7.14 hereof.

NKARTA, INC. AMENDED AND RESTATED INVESTORS’ RIGHTS AGREEMENT August 27, 2019
Investors’ Rights Agreement • June 19th, 2020 • Nkarta, Inc. • Pharmaceutical preparations • Delaware

THIS AMENDED AND RESTATED INVESTORS’ RIGHTS AGREEMENT (this “Agreement”), is made as of the 27th day of August, 2019, by and among Nkarta, Inc., a Delaware corporation (the “Company”), and each of the investors listed on Schedule A hereto (together with any subsequent investors or transferees who become parties to this Agreement in accordance with Section 6.9 hereof, each an “Investor” and together the “Investors”).

INVESTORS’ RIGHTS AGREEMENT
Investors’ Rights Agreement • May 1st, 2023 • Life Spectacular, Inc. • Soap, detergents, cleang preparations, perfumes, cosmetics • Delaware

THIS INVESTORS’ RIGHTS AGREEMENT (this “Agreement”), is made as of October 26, 2021 , by and among Life Spectacular, Inc., a Delaware corporation (the “Company”), each of the investors listed on Schedule A hereto, each of which is referred to in this Agreement as an “Investor”, and each of the stockholders listed on Schedule B hereto, each of whom is referred to herein as a “Key Holder”.

RECITALS
Investors' Rights Agreement • July 16th, 2004 • Odimo INC • New York
SECOND AMENDED AND RESTATED INVESTORS’ RIGHTS AGREEMENT by and among UXIN LIMITED MR. KUN DAI XIN GAO GROUP LIMITED ASTRAL SUCCESS LIMITED ABUNDANT GRACE INVESTMENT LIMITED and ABUNDANT GLORY INVESTMENT L.P. Dated March 26, 2024
Investors’ Rights Agreement • March 28th, 2024 • Dai Kun • Services-business services, nec • Hong Kong

A Certain Investors are the holders of the Company’s Senior Preferred Shares and possess information rights, participation rights, rights of first refusal, co-sale rights and other rights pursuant to that certain Amended and Restated Investors’ Rights Agreement dated July 27, 2022, by and among the Company, the Investors and the Principal Parties (the “Prior Agreement”).

RUBRIK, INC. AMENDED AND RESTATED INVESTORS’ RIGHTS AGREEMENT December 7, 2018
Investors’ Rights Agreement • April 1st, 2024 • Rubrik, Inc. • Services-prepackaged software • California

This AMENDED AND RESTATED INVESTORS’ RIGHTS AGREEMENT (the “Agreement”) is made as of the 7th day of December, 2018 by and among Rubrik, Inc., a Delaware corporation (the “Company”), the investors listed on Schedule A hereto, each of which is herein referred to as an “Investor” and collectively as the “Investors”, and the holders of Common Stock (as defined below) listed on Schedule B hereto, each of which is herein referred to as a “Common Holder” and collectively as the “Common Holders”.

ACCENTIA BIOPHARMACEUTICALS, INC. AMENDED AND RESTATED INVESTORS’ RIGHTS AGREEMENT
Investors’ Rights Agreement • September 2nd, 2005 • Accentia Biopharmaceuticals Inc • Pharmaceutical preparations • Florida

This Amended and Restated Investors’ Rights Agreement (this “Agreement”) is made as of January 7, 2005 by and among ACCENTIA BIOPHARMACEUTICALS, INC., a Florida corporation, having its principal place of business located at 5310 Cypress Center Drive, Suite 101, Tampa, FL 33609 (the “Company”), and Pharmaceutical Product Development, Inc., a North Carolina corporation, having its principal place of business located at 3151 South 17th Street, Wilmington, NC 28412 (“PPD”), and supersedes and replaces in its entirety that certain Investors’ Rights Agreement dated January 9, 2004 by and between the Company and PPD (the “Original Agreement”).

IRHYTHM TECHNOLOGIES, INC. AMENDED AND RESTATED INVESTORS’ RIGHTS AGREEMENT May 16, 2014
Investors’ Rights Agreement • October 7th, 2016 • iRhythm Technologies, Inc. • Surgical & medical instruments & apparatus • California

This Amended and Restated Investors’ Rights Agreement (this “Agreement”) is made as of May 16, 2014, by and among iRhythm Technologies, Inc., a Delaware corporation (the “Company”), and the persons and entities (each, an “Investor” and collectively, the “Investors”) listed on Exhibit A hereto. Unless otherwise defined herein, capitalized terms used in this Agreement have the meanings ascribed to them in Section 1.

AMENDMENT AND WAIVER
Investors' Rights Agreement • October 16th, 2001 • Acusphere Inc • Pharmaceutical preparations • Massachusetts
ALTO NEUROSCIENCE, INC. AMENDED AND RESTATED INVESTORS’ RIGHTS AGREEMENT
Investors’ Rights Agreement • January 12th, 2024 • Alto Neuroscience, Inc. • Pharmaceutical preparations • Delaware

THIS AMENDED AND RESTATED INVESTORS’ RIGHTS AGREEMENT (this “Agreement”), is made as of November 20, 2023, by and among ALTO NEUROSCIENCE, INC., a Delaware corporation (the “Company”), each of the investors listed on Schedule A hereto, each of which is referred to in this Agreement as an “Investor”.

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Contract
Investors’ Rights Agreement • May 5th, 2020 • Delaware

EX-4.1 3 ex-41secondamendedandresta.htm EXHIBIT 4.1 Execution Version Exhibit 4.1 SECOND AMENDED AND RESTATED INVESTORS’ RIGHTS AGREEMENT THIS SECOND AMENDED AND RESTATED INVESTORS’ RIGHTS AGREEMENT (this “Agreement”) is made as of September 25th, 2019, by and among IMH Financial Corporation, a Delaware corporation (the “Company”), and each of the other Persons signatory hereto or that executes and delivers a joinder agreement pursuant to Section 8. Capitalized terms used but not otherwise defined herein are defined in Section 13. WHEREAS, the Company and SRE Monarch, LLC, a Delaware limited liability company (“SRE”), are parties to the Series B-2 Cumulative Convertible Preferred Stock Subscription Agreement dated as of July 23, 2014 (the “SRE Purchase Agreement”); WHEREAS, the Company, JCP Realty Partners, LLC, a Delaware limited liability company (“JCP Realty”), and Juniper NVM, LLC, a Delaware limited liability company (“Juniper NVM”), are parties to the Series B-1 Cumulative Conver

AMENDED AND RESTATED INVESTORS’ RIGHTS AGREEMENT NEUMORA THERAPEUTICS, INC. September 22, 2022
Investors’ Rights Agreement • August 25th, 2023 • Neumora Therapeutics, Inc. • Biological products, (no disgnostic substances) • Delaware

THIS AMENDED AND RESTATED INVESTORS’ RIGHTS AGREEMENT (this “Agreement”), is made as of September 22, 2022, by and among Neumora Therapeutics, Inc., a Delaware corporation (the “Company”), and each of the investors in the Company’s Series B Preferred Stock (the “Series B Investors”), the investors in the Company’s Series A-2 Preferred Stock (the “Series A-2 Investors”), and the investors in the Company’s Series A-1 Preferred Stock (the “Series A-1 Investors,” together with the Series A-2 Investors, the “Series A Investors,” and together with the Series B Investors, the “Investors”) listed on Schedule A hereto, each of which is referred to in this Agreement as an “Investor.”

NEON THERAPEUTICS, INC. AMENDED AND RESTATED INVESTORS’ RIGHTS AGREEMENT DECEMBER 28, 2016
Investors’ Rights Agreement • May 31st, 2018 • Neon Therapeutics, Inc. • Biological products, (no disgnostic substances) • Delaware

THIS AMENDED AND RESTATED INVESTORS’ RIGHTS AGREEMENT (this “Agreement”) is made as of December 28, 2016, by and among Neon Therapeutics, Inc., a Delaware corporation (the “Company”), and each investor listed on Schedule A hereto, each of which is referred to in this Agreement as an “Investor.”

AGREEMENT ---------
Investor's Rights Agreement • November 1st, 2002 • Fibernet Telecom Group Inc\ • Telephone communications (no radiotelephone) • New York
EX-4.2 7 dex42.htm THIRD AMENDED AND RESTATED INVESTORS' RIGHTS AGREEMENT Execution Copy ZOGENIX, INC. THIRD AMENDED AND RESTATED INVESTORS’ RIGHTS AGREEMENT December 2, 2009 Page -i- (Continued) Page -ii- ZOGENIX, INC. THIRD AMENDED AND RESTATED...
Investors’ Rights Agreement • May 5th, 2020 • California

This Third Amended and Restated Investors’ Rights Agreement (this “Agreement”) is made as of December 2, 2009, by and among Zogenix, Inc., a Delaware corporation (the “Company”), and the persons and entities (each, an “Investor” and collectively, the “Investors”) listed on Exhibit A hereto. Unless otherwise defined herein, capitalized terms used in this Agreement have the meanings ascribed to them in Section 1.

RECITALS
Investors' Rights Agreement • June 1st, 2009 • Duoyuan Global Water Inc. • New York
OCCAM NETWORKS, INC. FOURTH AMENDED AND RESTATED INVESTORS’ RIGHTS AGREEMENT
Investors’ Rights Agreement • January 13th, 2005 • Occam Networks Inc/De • Computer communications equipment • California

This Fourth Amended and Restated Investors’ Rights Agreement (this “Agreement”) is made and entered into as of January 7, 2005 by and among Occam Networks, Inc., a Delaware corporation (the “Company”); the undersigned purchasers (each, an “Investor” and collectively, the “Investors”) of the Company’s Series A Preferred Stock (as defined herein) originally issued pursuant to the Series A Preferred Stock Purchase Agreement dated as of December 19, 2002 (the “2002 Purchase Agreement”) and/or shares of the Company’s Series A-2 Preferred Stock (as defined herein) issued pursuant to the Series A-2 Preferred Stock Purchase Agreement (the “2003 Purchase Agreement”) dated as of November 19, 2003 as amended by Amendment No. 1 to Series A-2 Preferred Stock Purchase Agreement dated as of March 8, 2004 herewith (the “Amendment” and together with the 2003 Purchase Agreement, the “Amended Purchase Agreement”) and/or the Series A-2 Preferred Stock Purchase Agreement of even date herewith (the “2004 Pu

SHARE SUBSCRIPTION AGREEMENT between ECMOHO LIMITED, and
Investors Rights Agreement • September 26th, 2019 • ECMOHO LTD • Retail-catalog & mail-order houses • New York

THIS INVESTORS RIGHTS AGREEMENT (including the exhibits hereto, this “Agreement”), dated as of [●], 2018 (the “Execution Date”), is made by and among:

FIFTH AMENDED AND RESTATED INVESTORS’ RIGHTS AGREEMENT August 5, 2016
Investors’ Rights Agreement • August 15th, 2018 • BioNano Genomics, Inc • Laboratory analytical instruments • Delaware

This will confirm that in consideration of the Series D-1 Investors’ agreement on the date hereof to purchase shares of Series D-1 Convertible Participating Preferred Stock, par value $0.0001 per share (the “Series D-1 Preferred Stock”), of BioNano Genomics, Inc., a Delaware corporation and successor to BioNanomatrix, LLC (the “Company”), pursuant to the Series D-1 Convertible Participating Preferred Stock Purchase Agreement of even date herewith (as the same may be amended from time to time, the “Purchase Agreement”) between the Company and the Series D-1 Investors and as an inducement to the Series D-1 Investors to consummate the transactions contemplated by the Purchase Agreement, the Company, the Series D-1 Investors and the other signatories hereto hereby agree as follows:

EX-10.37 7 d501902dex1037.htm EX-10.37 FORM OF SECOND AMENDED AND RESTATED SERIES A INVESTORS RIGHTS AGREEMENT BY AND AMONG KOCH SV INVESTMENTS, LLC, THE OTHER HOLDERS PARTY HERETO, PRIME SECURITY SERVICES TOPCO PARENT GP, LLC, PRIME SECURITY SERVICES...
Investors Rights Agreement • May 5th, 2020 • Delaware

This SECOND AMENDED AND RESTATED SERIES A INVESTORS RIGHTS AGREEMENT (this “Agreement”), dated as of [•], 2018, is made by and among Koch SV Investments, LLC, a Delaware limited liability company (the “Purchaser”), each Person that is the holder of record of at least one Share (a “Holder”), including any Person who becomes a party hereto by the execution of a joinder agreement substantially in the form attached hereto as Exhibit A (a “Joinder”), Prime Security Services TopCo Parent GP, LLC, a Delaware limited liability company (the “General Partner”), Prime Security Services TopCo Parent, L.P., a Delaware limited partnership (“Parent”), ADT Inc., a Delaware corporation (the “Company”), and, solely for purposes of Sections 1.3, 1.7, 1.8 and Articles II and III (for purposes of the definitions used in the Sections of this Agreement to which the Member (as defined below) is a party), AP VIII Prime Security Services Holdings, L.P., a Delaware limited partnership (the “Member”), and each Af

AMENDED AND RESTATED INVESTORS’ RIGHTS AGREEMENT GOOD TECHNOLOGY CORPORATION MAY 3, 2014
Investors’ Rights Agreement • May 23rd, 2014 • GOOD TECHNOLOGY Corp • Services-prepackaged software • California

THIS AMENDED AND RESTATED INVESTORS’ RIGHTS AGREEMENT (this “Agreement”) is made as of the 3rd day of May, 2014, by and among Good Technology Corporation, a Delaware corporation (the “Company”) and the investors listed on Schedule A hereto (the “Investors”).

EX-4.2 2 d94993dex42.htm AMENDED AND RESTATED INVESTORS' RIGHTS AGREEMENT EXECUTION COPY IMPINJ, INC. AMENDED AND RESTATED INVESTORS’ RIGHTS AGREEMENT July 13, 2012 IMPINJ, INC. AMENDED AND RESTATED INVESTORS’ RIGHTS AGREEMENT
Investors’ Rights Agreement • May 5th, 2020 • Washington

This Amended and Restated Investors’ Rights Agreement (this “Agreement”) is made as of July 13, 2012 by and among Impinj, Inc., a Delaware corporation (the “Company”), the holders of the Company’s Series 1 and Series 2 Preferred Stock set forth on Exhibit A attached hereto (the “Preferred Holders”), the holders of Common Stock set forth on Exhibit B attached hereto (the “Common Holders” and together with the Preferred Holders, the “Investors”) and Carver Mead, Christopher Diorio and Todd Humes (the “Founders”).

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